TIDMTAN
RNS Number : 4542S
Tanfield Group PLC
18 May 2009
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18 May 2009
Tanfield Group plc ("Tanfield" or the "Company")
Proposed cancellation of Share Premium Account and 1 for 5 Share Consolidation
Despatch of Annual Accounts
Tanfield announces that its Annual Report and Accounts for the year ended 31
December 2008, Notice of Annual General Meeting (AGM) to be held on 18 June 2009
and an Explanatory Circular of business at the AGM are today being posted to
shareholders and will be made available on the Company's website at
www.tanfieldgroup.com.
At the forthcoming AGM, the Directors will also propose that the Company's Share
Premium Account be cancelled and that the Company's existing Ordinary Shares of
1p each be consolidated into New Ordinary Shares of 5p each.
The cancellation of the amount standing to the credit of the Company's Share
Premium Account (currently some GBP138.5 million) will permit the Company to
eliminate the accumulated deficit on its profit and loss account enabling the
Company to pay dividends out of profits generated in the future earlier than
would otherwise be the case. Any cancellation is subject to the approval of
shareholders and confirmation by the High Court., and is expected to be effected
by 31 July 2009.
The Directors believe that a consolidation of the Company's existing Ordinary
Shares with a view to achieving a higher market price per share is likely to
lead to a reduction in the current bid offer spread. Subject to shareholders'
approval of the Share Consolidation at the AGM, shareholders on the register at
the close of business on 18 June 2009 are expected to receive one New Ordinary
Share of 5p each for every 5 Existing Ordinary Shares of 1p each that they then
hold.
Other than the change in nominal value, the New Ordinary Shares will carry
equivalent rights under the Articles of Association to the Existing Ordinary
Shares currently in issue. The New Ordinary Shares will have ISIN:
GB00B4QHFM95.
No fractional entitlements will be allotted. Fractional entitlements arising
from the Share Consolidation will be aggregated and sold in the market for the
benefit of the relevant shareholders save that amounts of less than GBP3 may be
retained by the Company.
Following the Share Consolidation the Company's issued ordinary share capital
will comprise 74,072,218 New Ordinary Shares of 5p each.
It is intended that new share certificates will be sent to those shareholders
who hold their Existing Ordinary Shares in certificated form on completion of
the Share Consolidation. These new share certificates will set out the number of
New Ordinary Shares owned by a shareholder on completion of the Share
Consolidation and will replace a Shareholder's existing share certificate which,
on receipt of the new share certificate, should be destroyed. Definitive
certificates for the New Ordinary Shares to be issued in certificated form are
expected to be despatched by 26 June 2009. Temporary documents of title will not
be issued and, pending despatch of definitive share certificates, transfers of
New Ordinary Shares will be certified against the register.
For shareholders holding shares in uncertificated form, it is intended that the
relevant number of New Ordinary Shares will be credited to shareholders'
existing CREST accounts on 19 June 2009.
Further information
Tanfield Group plc
0845 155 7755
Darren Kell, CEO
Charles Brooks, FD
Arbuthnot Securities Limited (NOMAD and Broker) 020 7012 2000
James Steel / Katie Shelton
This information is provided by RNS
The company news service from the London Stock Exchange
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